Exhibit 6.1

SOFTWARE AND SERVICES AGREEMENT

This SOFTWARE AND SERVICES AGREEMENT (“Agreement”) is entered into as of July 10, 2025 (the “Effective Date”) by and between GRATUS CAPITAL, LLC., a Minnesota Limited Liability Company, with offices located at 718 N Washington Ave, Floor 4 Minneapolis, MN 55401, (the “Client”) and GREAT LAKES FUND SOLUTIONS, INC. an Illinois corporation, with offices located at 500 Park Avenue, Suite 114, Lake Villa, Illinois 60046 (the “Company”).

WHEREAS, the Client is a sponsor of alternative investment programs for retail and high net worth individuals;

WHEREAS, the Company is engaged in the business of providing administrative and related services and products for alternative investment fund sponsors, and managing broker/dealers;

WHEREAS, the Client desires to appoint Company to provide the Services (as defined below), and Company wishes to provide the Services in accordance with the terms and conditions set forth in this Agreement;

NOW THEREFORE, in consideration of the mutual covenants and promises set forth below, and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereby agree as follows:

The Company acknowledges that one or more Funds served under this agreement may be subject to Regulation A of the Securities Act and related public audit and disclosure requirements.

In consideration for the Company’s performance of the Services, the Client shall pay the Company fees (the “Fees”) at the rates set forth in the fee schedule in Exhibit C, attached hereto and incorporated herein.

Unless otherwise specified herein, such notices or other communications shall be deemed received: (A) on the date delivered, if delivered by email transmission between the hours of 9 AM and 5 PM local time at the recipient’s location; provided, however, that the sender has also effected delivery that same day by one (1) of the additional means outlined herein; (B) on the next business day after sending in the U.S. with a nationally-recognized overnight express delivery company; or (C) on the third business day after mailing in the U.S., if sent by certified U.S. mail return receipt requested.

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date.

EXHIBIT A

Great Lakes Fund Solutions

Summary of Services

Company=Great Lakes

Client=Gratus

EXHIBIT B

GREAT LAKES’ COMPANY POLICIES

POLICIES FOR DETECTION, NOTIFICATION & DISCLOSURE OF DATA BREACHES AND FOR DISPOSAL OF CONFIDENTIAL INFORMATION

Internet & E-Mail Usage

Because company Internet and e-mail systems are provided by the Company at its expense for business use, all messages sent by and received on those systems are Company documents. The Company reserves the right to access and to disclose the messages that you send or receive on the voice mail or e-mail systems. Employees should also be aware that deleted messages from the computer screen may not actually be deleted from the e-mail system. Employees who abuse this policy are subject to disciplinary procedures up to and including discharge.

Consistent with applicable federal and state law, the time you spend on the Internet may be tracked through activity logs for business purposes. All abnormal usage will be investigated thoroughly.

Employees learning of any misuse of the Internet shall notify a member of management. Violation of this policy may result in disciplinary action up to and including discharge.

Recording Devices In The Workspace

It is prohibited to use a device for recording visual images, sound and data in all areas of the office unless the President or COO approves the use. Violations of this policy may result in immediate discipline (including the possibility of termination), immediate removal of the recording device and/or the employee from the office, and retention of the recording device for inspection by the Company and/or legal authorities. The right to inspect includes personal cell phones used at any time in the office. Limited exceptions will apply where the employee in possession of the recording device has been provided advance written authorization to use the recording device by an authorized member of corporate management and the recording device is being used in an authorized manner to further corporate business.

Recording devices and device functionality that is prohibited from use at employee workstations under this policy includes but is not limited to thumb drives, data drives, personally-owned computers, cameras, camcorders, video devices, tape recorders, digital voice or image recorders, PDAs, MP3 and DVD devices, and other devices equipped with any device or technology that has the capability to record images, sounds, or data. Modest and necessary use of cell phones by employees at workstations is only acceptable if functions that record sound and images are never utilized at the workstation without prior written approval.

Protecting Corporate Information

Protecting the Company’s information and the Company’s customers’ information is the responsibility of every employee, and we all share a common interest in making sure it is not improperly or accidentally disclosed. Do not discuss the Company’s or our customers’ confidential business with anyone who does not work for us. You are required to sign a non-compete and a nondisclosure agreement as a condition of your employment, in accordance with state and federal law.

Conflict Of Interest/Code Of Ethics

A corporation’s reputation for integrity is its most valuable asset and is directly related to the conduct of its officers and other employees. Therefore, employees must never use their positions with the Company, or any of its customers, for private gain, to advance personal interests or to obtain favors or benefits for themselves, members of their families or any other individuals, corporations or business entities.

The Company adheres to the highest legal and ethical standards applicable in our business. The Company’s business is conducted in strict observance of both the letter and spirit of all applicable laws and the integrity of each employee is of utmost importance.

Employees of the Company shall conduct their personal affairs in such a fashion that their duties and responsibilities to the Company are not jeopardized and/or legal questions do not arise with respect to their association or work with the Company.

CONFIDENTIALITY

ALL CUSTOMER INFORMATION AND GREAT LAKES INFORMATION IS PROPRIETARY AND CONFIDENTIAL.

No information shall be taken from the premises without prior permission and may not be discussed with other customers or persons outside the Company’s staff.

The research and development areas are restricted areas. Visitors must be cleared. Customer and the Company’s information should not be left unattended in areas where non-staff may see it or taken off-premise.

All corporation employees, directors and officers that do any work for the Fund Administration Division, will be fingerprinted as a condition of employment.

Disclosure Agreement

All employees shall read and sign the Disclosure Agreement to Employment.

Privacy Policy for Investor Services

The following procedures and safeguards are designed to (a) ensure the security and confidentiality of all the Company’s Fund Administrator customers (“Fund Administrator”) and the Advised Funds’ (Fund) and the Funds’ investors’ (customer) records and information, (b) protect against anticipated threats or hazards to the security or integrity of customer records and information and (c) protect against unauthorized access to or use of customer records or information that could result in substantial harm or inconvenience to any customer. The term customer as used herein has the meaning provided in Privacy of Consumer Financial Information as adopted by the FTC, CFTC and SEC, to wit: a customer is an individual who has obtained a financial product or service from a financial institution for personal, family, or household reasons.

The Company collects personal information from Fund Administrator’s customers for fund-related purposes, such as processing investor transactions and providing other investor services. The personal information includes (i) information on subscription agreements and other forms completed by investors (which include a customer’s name, address and social security number or other tax identification number), (ii) information from discussions and written correspondence with customers, and (iii) information about customers’ transactions (such as a customer’s investment interest in an advised fund or account.

Confidentiality of Customer Information and Records

The policy of the Company is that all customer information and records are to be kept strictly confidential, and under no circumstances is any of such information or records to be revealed to or shared with any other person who is not authorized to have access to and use of such information and records, regardless of whether such person is another employee of the Company, an employee of an affiliate of a corporation entity, or a third person, in each case unless the customer specifically consents to or directs the disclosure.

Persons who are authorized to have access to and use of such information will be limited to those to whom such access has been granted by the applicable Fund or the Company entity. Such authorized individuals will only be granted such access if there is a legitimate business reason for them to have access to and use of the information. These individuals include, but are not necessarily limited to, employees of the Company involved in providing services to a Fund’s customers; employees of Fund Administrators charged with keeping records relating to customers, accounting personnel, technical personnel charged with providing information services to a Fund; and, third parties engaged by a Fund or Fund Administrator to act in one or more of the foregoing capacities, such as a Fund’s custodian, broker-dealers that sell interest in a Fund or provide ongoing services to customers and a Fund’s independent accountants.

Training of Employees

Each employee who will have access to customer records and information will be trained immediately upon hiring and regularly reminded that the Company’s policy is that all customer records and information, including without limitation the name, address, phone number, e-mail address, and all information about the customer’s account, is to be held in strict confidence and is not to be revealed to or discussed with any person who is not formally authorized hereunder to have access to such information, in the absence of a specific customer consent to or direction of a disclosure.

Access to Electronic Records

Customer records and information will be kept on computer systems only under conditions such that access to such information and records is limited to those employees of the Company who have been specifically authorized to have such access. Such persons shall be identified when logging onto the system using a password known only to such person (and the system administrator). The computer system will automatically require periodic changes in such passwords. User logs of all activity are automatically archived and periodically reviewed.

Records and information regarding the Company customers shall be kept only on a specifically designated portion of the network utilized by the Company, and such network shall always be maintained so that all users of the system other than those specifically authorized as above shall not have the ability to access the portion of the network on which information and records of the Company’s customers are maintained.

Electronic scanning software continually run tests to find evidence of intrusion attempts and notifies Information Technology and Security personnel.

Paper Records

Current information with respect to each customer and all related records and information shall be kept within specifically designated areas occupied by persons authorized to have access to such information and records, and in no other place. Information and records relating to the Company’s customers may only be released to the individuals specifically authorized by the Company to have access to and use of such records.

All printed materials and hand written notes that are not public information must be shredded.

Physical Access to Corporation Premises

Physical access to corporation premises or any building in which Fund records are kept shall be limited to employees of the Company and to visitors who have a legitimate reason for being at such premises.

As a safeguard against unauthorized access to the Company’s premises, all entrances to the premises in which the Company conducts business, or any building in which the Company or Fund records are kept, shall at all times be either staffed by a receptionist or security personnel or equipped with a device which limits access to employees.

Workplace Searches

To protect the property and to ensure the safety of all employees, customers and the Company, the Company reserves the right to conduct personal searches consistent with state law, and to inspect any packages, parcels, purses, handbags, brief cases, lunch boxes or any other possessions or articles carried to and from the Company’s property. In addition, the Company reserves the right to search any employee’s office, desk, files, locker, equipment or any other area or article on our premises. In this regard, it should be noted that all offices, desks, files, lockers, equipment, etc. are the property of the Company, and are issued for the use of employees only during their employment. Inspection may be conducted at any time at the discretion of the Company.

Persons entering the premises who refuse to cooperate in an inspection conducted pursuant to this policy may not be permitted to enter the premises. Employees working on or entering or leaving the premises who refuse to cooperate in an inspection, as well as employees who after the inspection are believed to be in possession of stolen property or illegal substances, will be subject to disciplinary action, up to and including discharge, if upon investigation they are found to be in violation of the Company’s security procedures or any other corporation rules and regulations.

EXHIBIT C

FEE SCHEDULE

Fees: Upfront Fee:

Legacy “Gratus Capital Properties Fund I (GCPFI)”)-$25 per month. Any distributions or whole scale redemptions will be billed $500 ad-hoc per distribution/redemption.

The monthly administration fee is calculated separately for each program as and is the larger of:

OR

The Basis Point Fee is applied to each Fund’s investor equity value and charged monthly (1/12 of the per annum figure).

Note: With respect to the basis point calculation below, only those assets in excess of a lower tier qualify for the basis point reduction in the higher tier.

Volume-Based Fees:

Sales Literature Fulfillment (optional):

Marketing Support (optional):

Pre-Approved Project and Development Rates:

Out of Pocket Expenses

Schedule A

Funds to Be Serviced

	Agent Authorization for Depositary Services

This Agent Authorization for Depositary Services (this “Authorization”) is entered into as of July 10, 2025 by, between and among Great Lakes Fund Solutions, Inc., a corporation organized and existing under the laws of the State of Illinois, as the Company’s agent for purposes of this Authorization (the “Agent”), Gratus Capital, LLC, a Limited Liability Company organized and existing under the laws of the State of Minnesota (the “Company”), and UMB BANK, N. A., a national banking association, as the depositary bank (the “Bank”).

Background. Company and Agent have entered into a Software and Services Agreement dated as of July 10, 2025 (as it may be amended, the “Services Agreement”), pursuant to which Agent performs certain services for Company. The Services Agreement authorizes the Agent to act as Transfer Agent and financial services agent for the Company for purposes of opening and operating accounts for the benefit of the Company to facilitate the Company’s investor subscription, distribution, redemption and other payment needs.

The Bank is not a party to the Services Agreement and has not reviewed the Services Agreement.

In order to permit the Agent to operate one or more bank accounts (each, an “Account”) at the Bank to facilitate the payment needs of the Company, the Bank requires that the Company and the Agent enter into this Authorization for the purpose of confirming the authority of the Agent to act as agent on behalf of the Company, whether or not this Authorization is consistent with any conditions or limitations on the authority of the Agent as set forth in the Services Agreement.

Accordingly, it is the intent of this Authorization that, as among the Company, the Agent and the Bank, this Authorization gives the Agent plenary authority to act as an agent on behalf of Company in connection with any Account(s) opened by Agent for Company that are titled in the manner set forth in this Authorization, and to receive Treasury Management Services with respect to such Account(s), notwithstanding any limitations, conditions or requirements that may be set forth in the Services Agreement. However, as between Company and Agent only, this Authorization is not intended as an amendment to the Services Agreement.

Agreement. In consideration of the mutual covenants herein as well as other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

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IN WITNESS WHEREOF, each of the parties by its respective duly authorized officer has executed and delivered this Agent Authorization for Depositary Services as of the day and year first written above.